For the Year Ended December 31, 2020
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INDEPENDENT AUDITOR’S REPORT AND CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended December 31, 2020 (Expressed in millions of Canadian dollars, except for per share information) Deloitte LLP 939 Granville Street Vancouver BC V6Z 1L3 Canada Tel: 604-669-4466 Fax: 778-374-0496 www.deloitte.ca Independent Auditor’s Report To the Shareholders and the Board of Directors of Great Canadian Gaming Corporation Opinion We have audited the consolidated financial statements of Great Canadian Gaming Corporation (the “Company”), which comprise the consolidated statements of financial position as at December 31, 2020 and 2019, and the consolidated statements of (loss) earnings and other comprehensive (loss) income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”). In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2020 and 2019, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards (“IFRS”). Basis for Opinion We conducted our audit in accordance with Canadian generally accepted auditing standards (“Canadian GAAS”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matter A key audit matter is a matter that, in our professional judgment, was of most significance in our audit of the financial statements for the year ended December 31, 2020. This matter was addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter. Valuation of Long-Lived Assets, including Property, Plant and Equipment (“PPE”), Intangible Assets, and Goodwill – Refer to notes 4, 7(a), 9, 10 and 11 to the financial statements Key Audit Matter Description Long-lived assets, including PPE, Intangible Assets and Goodwill, are assessed for impairment at the end of each reporting period for events or circumstances that might indicate that the carrying value of a specific asset or cash generating unit (“CGU”) exceeds the recoverable amount. As a result of the temporary business interruption due to the COVID-19 pandemic, indicators of impairment were identified for all CGUs. The recoverable amount of each CGU was determined based on fair value less costs to sell using discounted cash flows models. There were two CGUs (Orangeville Raceway Limited and Hastings Entertainment Inc.) in British Columbia with an aggregated carrying value of $54.7 million and one CGU in Ontario (Ontario Gaming West GTA Limited Partnership) with a carrying value of $407.9 million, (collectively, the “identified CGUs”) that had a higher degree of estimation uncertainty requiring management to make significant estimates and assumptions relating to forecasted cash flows, the determination of the re-opening timelines, the ramp-up period of growth for each casino after reopening and the selected discount rates. The recoverable amount of each of the identified CGUs exceeded its carrying value as of December 31, 2020 and, no impairment charge was recognized. Given the significant judgments made by management to estimate the recoverable amounts of the identified CGUs, performing audit procedures to evaluate the reasonableness of the estimates and assumptions related to the determination of the re-opening timelines, the ramp-up period of growth for each casino after reopening and the selected discount rates (“significant assumptions”) required a high degree of auditor judgment and an increased extent of audit effort, including the involvement of fair value specialists. How the Key Audit Matter Was Addressed in the Audit Our audit procedures related to the significant assumptions used by management to estimate the recoverable amounts of the identified CGUs included the following, among others: • Assessed the reasonableness of the re-opening timelines and ramp-up period of growth by comparing against: o Underlying analyses detailing business strategies and growth plans; o Third-party economic research including data from peer companies; o Federal and provincial health guidelines. • With the assistance of fair value specialists, evaluated the reasonableness of the discount rates by testing the source information underlying the determination of the discount rates and developing a range of independent estimates and comparing those to the discount rates selected by management. Other Information Management is responsible for the other information. The other information comprises: • Management’s Discussion and Analysis Our opinion on the financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. We obtained Management’s Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor’s report. We have nothing to report in this regard. Page 2 Responsibilities of Management and Those Charged with Governance for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company’s financial reporting process. Auditor’s Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with Canadian GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: ● Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. ● Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. ● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. ● Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. ● Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,